17:9A-12 - Filing of certificate of incorporation; amendment prior to payment of capital stock or capital deposits - New Jersey Statutes

17:9A-12.  Filing of certificate of incorporation;  amendment prior to payment of capital stock or capital deposits    A.  If the application shall be approved by the commissioner, he shall endorse upon or annex to the certificate of incorporation a certificate of approval and the certificate of incorporation shall thereupon be filed in the department.

    B.  The incorporators may amend the certificate of incorporation after its filing pursuant to subsection A of this section, and before payment of all or any part of the capital stock, surplus and reserve for organization expense, in  the case of a bank, and before payment of all or any part of the capital deposits, in the case of a savings bank, by submitting to the commissioner an amended certificate of incorporation, which shall conform to section 3 or section 7, as the case may be, together with the affidavit required by section 9.  Thereafter, all proceedings thereon shall be the same as provided in the case of an application for charter made pursuant to section 9;  provided, that the commissioner may approve the amended certificate and may file it in the department as provided by subsection A of this section, without the prior notice, publication and hearing required by sections 10 and 11;  except that such notice, publication and hearing shall be required when the amendment is for the purpose of (1) effecting a change in the location of the principal office to a place which the commissioner finds, from such proof as he may require, or from such investigation as he may cause to be made, is so far removed from such location, that the area which would be served by such office if such change were made would be substantially different from the area which would be served by such office if no change were made;  or (2) assuming the authority to exercise any of the powers specified in section 28.  An amended certificate of incorporation filed in the department pursuant to this subsection shall, for all purposes, be deemed to have been filed on the date of  the filing of the original certificate pursuant to subsection A of this section, and shall, for all purposes, constitute the certificate of incorporation of the bank or savings bank, as the case may be.

     L.1948, c. 67, p. 189, s. 12.  Amended by L.1950, c. 181, p. 414, s. 2.